Common use of Board Oversight Clause in Contracts

Board Oversight. The Audit Committee of the Board (Board Committee) shall be responsible for the review and oversight of BioReference’s compliance with Federal health care program requirements and the requirements of this CIA. The Board Committee must include independent (i.e., non-employee and non-executive) members. The Board Committee shall, at a minimum, be responsible for the following: a. meeting at least quarterly to review and oversee BioReference’s compliance program, including but not limited to the performance of the Compliance Officer and Compliance Committee; b. submitting to the OIG a description of the materials the Board Committee received and reviewed and any additional steps taken, such as the engagement of an independent advisor or other third party resources, in its oversight of the compliance program and in support of making the resolution below during each Reporting Period; and c. for each Reporting Period of the CIA, adopting a resolution approved by each member of the Board Committee regarding its review and oversight of BioReference’s compliance with Federal health care program requirements and the requirements of this CIA. At minimum, the resolution shall include the following language: “The Board Committee has made a reasonable inquiry into the operations of BioReference’s compliance program including the performance of the Compliance Officer and the Compliance Committee. Based on its inquiry and review, the Board has concluded that, to the best of its knowledge, BioReference has implemented an effective compliance program to meet Federal health care program requirements and the requirements of the Corporate Integrity Agreement with the Office of Inspector General of the Department of Health and Human Services.” If the Board Committee is unable to adopt such a resolution, the Board Committee shall provide a written explanation of the reasons why it is unable to adopt the resolution and the steps the Board is taking to implement an effective compliance program at BioReference. BioReference shall report to OIG, in writing, any changes in the membership of the Board Committee, within 15 business days after such a change.

Board Oversight. The Audit Committee of the Board (Board Committee) shall be responsible for the review and oversight of BioReferenceAdvanced Bionics’s compliance with Federal health care program requirements requirements, FDA requirements, and the requirements of this CIA. The Board Committee must include at least one independent (i.e., non-employee and non-executive) membersmember. The Board Committee shall, at a minimum, be responsible for the following: a. meeting at least quarterly to review and oversee BioReferenceAdvanced Bionics’s compliance program, including but not limited to the performance of the Compliance Officer and Compliance Committee; b. submitting to the OIG a description of the materials the Board Committee received and it reviewed and any additional steps taken, such as the engagement of an independent advisor or other third party resources, in its oversight of the compliance program and in support of making the resolution below during each Reporting Period; and c. for each Reporting Period of the CIA, adopting a resolution resolution, approved by each member of the Board Committee regarding its review and oversight of BioReferenceAdvanced Bionics’s compliance with Federal health care program requirements requirements, FDA requirements, and the requirements of this CIA. At minimum, the resolution shall include the following language: “The Board Committee has made a reasonable inquiry into the operations of BioReferenceAdvanced Bionics’s compliance program including the performance of the Compliance Officer and the Compliance Committee. Based on its inquiry and review, the Board has concluded that, to the best of its knowledge, BioReference Advanced Bionics has implemented an effective compliance program to meet Federal health care program requirements requirements, FDA requirements, and the requirements of the Advanced Bionics’s Corporate Integrity Agreement with the Office of Counsel to the Inspector General of for the Department of Health and Human Services.” If the Board Committee is unable to adopt such a resolution, the Board Committee shall provide a written explanation of the reasons why it is unable to adopt the resolution and the steps the Board it is taking to implement an effective compliance program at BioReferenceAdvanced Bionics. BioReference Advanced Bionics shall report to OIG, in writing, any changes in to the membership of the Board CommitteeBoard, within 15 business days after such a change.

Board Oversight. The Audit Committee of the Board (Board Committee) shall be responsible for the review and oversight of BioReferenceBiotronik’s compliance with Federal health care program requirements requirements, FDA requirements, and the requirements of this CIA. The Board Committee must include at least one independent (i.e., non-employee and non-executive) members. member.‌ The Board Committee shall, at a minimum, be responsible for the following: a. meeting at least quarterly to review and oversee BioReferenceBiotronik’s compliance program, including but not limited to the performance of the Compliance Officer and Compliance Committee; b. submitting to the OIG a description of the materials the Board Committee received and it reviewed and any additional steps taken, such as the engagement of an independent advisor or other third party resources, in its oversight of the compliance program and in support of making the resolution below during each Reporting Period; and; c. for each Reporting Period of the CIA, adopting a resolution resolution, approved by each member of the Board Committee regarding its review and oversight of BioReferenceBiotronik’s compliance with Federal health care program requirements requirements, FDA requirements, and the requirements of this CIA; and d. for the second and fourth Reporting Periods, the Board shall retain an individual or entity with expertise in compliance with Federal health care program and FDA requirements (Compliance Expert) to perform a review of the effectiveness of Biotronik’s compliance program. The Compliance Expert must not be employed or engaged by Biotronik and must not have a current or prior relationship to Biotronik that would cause a reasonable person to question the Compliance Expert’s objectivity in performing the review. The Compliance Expert shall prepare a written report that includes a description of the review and any recommendations with respect to Biotronik’s compliance program. The Board shall review the Compliance Program Review Report as part of its review and oversight of Biotronik’s compliance program. A copy of the Compliance Program Review report shall be provided to OIG in the Annual Reports submitted by Biotronik for the second and fourth Reporting Periods, along with a certification from the Compliance Expert that it does not have a prohibited relationship with Biotronik as set forth above and a summary of any current or prior relationships with Biotronik. In addition, copies of any materials provided to the Board by the Compliance Expert, along with minutes of any meetings between the Compliance Expert and the Board, shall be made available to OIG upon request. At minimum, the resolution shall include the following language: “The Board Committee has made a reasonable inquiry into the operations of BioReferenceBiotronik’s compliance program including the performance of the Compliance Officer and the Compliance Committee. Based on its inquiry and review, the Board has concluded that, to the best of its knowledge, BioReference Biotronik has implemented an effective compliance program to meet Federal health care program requirements requirements, FDA requirements, and the requirements of the Biotronik’s Corporate Integrity Agreement with the Office of Counsel to the Inspector General of for the Department of Health and Human Services.” If the Board Committee is unable to adopt such a resolution, the Board Committee shall provide a written explanation of the reasons why it is unable to adopt the resolution and the steps the Board it is taking to implement an effective compliance program at BioReference. BioReference Biotronik.‌‌ Biotronik shall report to OIG, in writing, any changes in to the membership of the Board CommitteeBoard, within 15 business days after such a change.

Board Oversight. The Audit Board Compliance Committee of the Board (Board Committee) shall be responsible for the review and oversight of BioReferenceCigna’s compliance with Federal health care program requirements and the requirements of this CIA. The Board Compliance Committee must include at least one independent (i.e.e.g, non-employee owner, non-employee, and non-executive) membersmember. The Board Compliance Committee shall, at a minimum, be responsible for the following: a. meeting at least quarterly to review and oversee BioReferenceCigna’s compliance program, including but not limited to the performance of the Chief Compliance Officer for Federal Programs and Medicare Compliance Committee; b. submitting to the OIG a description of the materials the Board Committee received and it reviewed and any additional steps taken, such as the engagement of an independent advisor or other third third-party resources, in its oversight of the compliance program and in support of making the resolution below during each Reporting Period; and c. for each Reporting Period of the CIA, adopting a resolution approved by each member of the Board Compliance Committee regarding its review and oversight of BioReferenceCigna’s compliance with Federal health care program requirements and the requirements of this CIA. At minimum, the resolution shall include the following language: “The Board Compliance Committee has made a reasonable inquiry into the operations of BioReferenceCigna’s compliance program program, including the performance of the Chief Compliance Officer for Federal Programs and the Medicare Compliance Committee. Based on its inquiry and review, the Board Compliance Committee has concluded that, to the best of its knowledge, BioReference Cigna has implemented an effective compliance program to meet Federal health care program requirements and the requirements of the Cigna’s Corporate Integrity Agreement with the Office of Inspector General of the Department of Health and Human Services.” If the Board Compliance Committee is unable to adopt such a resolution, the Board Compliance Committee shall provide a written explanation of the reasons why it is unable to adopt the resolution and the steps the Board Compliance Committee is taking to implement an effective compliance program at BioReferenceCigna. BioReference Cigna shall report to OIG, in writing, any changes in the membership of the Board Compliance Committee, within 15 business days after such a change.